Day Pass Terms & Conditions

CSTM HAUS

MEMBERSHIP TERMS AND CONDITIONS

Membership Terms and Conditions (“Terms and Conditions” or “Agreement”) is a legal Agreement between the

individual or organization listed on the signature page hereof (“You” or “Your”), and Saintly Corp. d/b/a CSTM

HAUS, a Delaware corporation (“CSTM HAUS” or “Corporation”), which sets forth the terms and conditions of

membership. You understand that the rights of membership begin only upon execution of this Agreement by

You and by the Corporation. This Agreement shall be effective as of the date of the latest signature on the

signature page hereof (“Effective Date”) This Agreement shall continue to be effective during the entire term of

Your membership in accordance with the terms hereof.

NOW, THEREFORE, in consideration of the mutual covenants and agreements hereinafter set forth and

for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, You

and the Corporation hereby agree as follows:

MEMBERSHIP CATEGORIES AND BENEFITS: In consideration of Your payment of the cost of the

membership type You selected and the representations, warranties and covenants You make in this

Agreement, CSTM HAUS will provide the services and benefits described in the Membership Type You have

selected on Schedule 1 attached hereto (the “Services”), including use of the space at the CSTM HAUS

location(s) applicable to Your membership (all CSTM HAUS locations are collectively referred to herein as, the

“Facilities”) in accordance with the applicable membership type terms. The entirety of each Facility shall, at all

times, remain in the Corporation’s possession and control. This Agreement is personal to You and cannot be

transferred to anyone else.

Membership Types

Day PASS (NYC Only)

The single purchase of a Day PASS provides one-time general access to hot-desk spaces and is available at

all of the Facilities. Day PASS members have access to on-site Complimentary Amenities (as listed below)

during daytime hours, Monday through Friday, excluding some holidays and occasional closures for private

events.

Day HAUS Membership (NYC Only)

Day HAUS Members receive general access to hot-desk spaces at all of the Facilities and on-site

Complimentary Amenities during daytime hours, Monday through Friday, excluding some holidays and

occasional closures for private events. Includes 10 Guest Day Passes per year and access to CSTM HAUS’

shared member database. This Membership level will not earn any Perk Points.

Complimentary Amenities

Coffee, tea, wifi. Some amenities may not be available in some locations.

Add-On Amenities and Services

Additional amenities and services are available to members for a nominal fee, including conference room

rentals, access to photo studio, guest day passes, podcast equipment, projector rentals and food and beverage

options (including brew, kombucha, snacks and catering). Other paid services available include event planners,

private chefs, sommeliers, DJs, and classes and workshops (i.e. cooking, crafts, team building, etc.). Some

amenities may not be available in some locations.

HOURS OF OPERATION AND CLOSURES:

The Facilities are open for day use Monday-Friday, 9am-6pm with the exception of some holidays and

occasionally for private events. Contact specific Facility for exact operating hours and designations of daytime

and evening hours at such Facility. CSTM HAUS properties are available for private event bookings and may

be closed for events up to two (2) days per week. When possible, CSTM HAUS will give members seven (7)

days advance notice of any private event closures. Membership fees will not be prorated due to private event

closures or for any other reason.

SECURITY MEASURES:

You may be required to present a valid, government-issued photo identification in order to gain access to the

Facilities. For security purposes, CSTM HAUS may regularly record via video certain areas of the Facilities. If

the Corporation deems it reasonably necessary, it may disclose information about You to satisfy applicable law,

rule, regulation, legal process or government request, or to protect us, our members, or other individuals, or

any of our or their property. It is Your obligation to notify any of Your guests about this policy.

PAYMENT OF FEES:

Member agrees to pay the applicable fees for the membership type selected. The applicable pricing as of the

date of this Agreement are set forth on Schedule 1 attached hereto. All monthly/daily fee rates are listed at:

http://bit.ly/cstmhausmemberships, and such fees may be amended from time to time at the discretion of CSTM

HAUS; provided that CSTM HAUS shall provide each member (other than Day PASS members) with at least

thirty (30) days’ advance notice of any increase in the applicable fees. Member’s monthly membership dues

(not applicable to Day PASS members) must be paid in full no later than the date of each monthly anniversary

of the date such member purchases a membership (the “Payment Due Date”). Membership is automatically

revoked if a member fails to pay the applicable dues for the current month by the tenth (10th) day following the

Payment Due Date. For the sake of clarity, if a member purchases a membership on the 12th day of the month,

then each subsequent monthly payment shall be due and payable on the 12th day of each following month, and

if such member fails to pay its membership fee by the 22nd of the month, then such member’s membership shall

be automatically revoked. Day PASS members must pay the applicable membership fee in full prior to such

member’s entry to the Facilities.

CSTM HAUS requires a valid and current credit card on file for all membership types. Any purchases made on

site will be charged to this card. Payment processors may charge a $1 authorization fee which will be returned

to the card, and all ancillary charges or fees incurred will be charged directly to the card.

TERM OF YOUR MEMBERSHIP:

This Agreement is applicable for the Term (as hereinafter defined) of Your membership. The Term shall mean

the term beginning on the Effective Date and ending on termination, expiration or cancellation of Your

membership or any earlier termination of this Agreement by CSTM HAUS or as a result of Your withdrawal from

membership (“Term”). To the extent You shall not have been accepted as a member of CSTM HAUS after

submitting Your application, this Agreement shall not become effective. Unless terminated or cancelled as

provided herein, this Agreement shall remain in full force and effect, renewing monthly, on the first day of each

calendar month following CSTM HAUS’ acceptance of Your application for membership. You shall be obligated

to pay all dues, assessments, and/or fees which accrued prior to the effective date of any termination,

expiration or cancellation.

Notice of cancellation is required thirty (30) days prior to the last day of Membership via written notice to CSTM

HAUS at welcome@cstm.haus. All outstanding balances with CSTM HAUS and all of our Perks partners must

be settled prior to the effective date of such cancellation. Members have the right to not renew and the

Membership Team and Committee have the right to revoke Your membership at any time at its sole discretion

and terminate this Agreement.

OBLIGATIONS OF MEMBERS:

HAUS Rules: You have reviewed, and hereby approve and agree to abide by, the HAUS Rules (as hereinafter

defined). “HAUS Rules” means the CSTM HAUS Rules, as in effect and as amended from time to time at the

Corporation’s discretion, a current copy of which is attached hereto as Exhibit A, and which are available on the

Corporation’s website at: www.cstm.haus/haus-rules. The HAUS Rules are hereby incorporated into these

Terms and Conditions. In general, it is expected that You will not perform any activity that is reasonably likely to

be disruptive, damaging or dangerous to CSTM HAUS, its employees or agents, other members, any guests or

any other third parties or any property of any of the foregoing.

Other Policies: You have reviewed, and hereby approve and agree to abide by, the other terms and policies of

the Corporation in effect from time to time and available on the Corporation’s website at: www.cstm.haus,

including but not limited to any policies or terms related to the rental of the Facilities (the “Other Policies”). The

Other Policies are hereby incorporated into these Terms and Conditions.

In the event of any inconsistency between these Terms and Conditions and any of the policies or other

documents referenced herein, these Terms and Conditions shall be controlling. Any of the foregoing policies or

other documents may be amended from time to time by the Corporation at its discretion. If the member does

not wish to abide by the terms of any such amendments, the member may resign such member’s membership

by giving the Corporation written notice thereof. Notice of any such amendment shall be given by the posting

of the revised policies or other documents on the Corporation’s website at www.cstm.haus. Your continued

membership and use of CSTM HAUS properties and Perks constitutes Your acceptance of such changes and

Your agreement to be bound by such modified Terms and Conditions, and CSTM HAUS therefore strongly

recommends that You review the Corporation’s website at www.cstm.haus from time to time.

Dues and Other Fees: You shall pay all dues, fees and other assessments applicable to Your membership, as

established from time to time by CSTM HAUS. CSTM HAUS may establish reasonable additional fees or

charges for participation in meetings or for other benefits of membership. You shall bear Your own costs and

expenses for participation as a member of CSTM HAUS, such as travel, employee and consultant

compensation, and incidental expenses. Except as otherwise set forth in this Agreement or in the HAUS Rules,

You understand and agree that You have no rights of reimbursement from the Corporation. All fees are

non-refundable. All fees must be paid in U.S. Dollars unless otherwise specified by CSTM HAUS.

NO USE OF THE CSTM HAUS NAME AND LOGO:

Members and their guests shall not use the names, logos, trademarks, service marks, or other intellectual

property of the Corporation (the “IP”) without obtaining the advance written consent of CSTM HAUS as to

the specific use in each instance. You hereby acknowledge and agree that all of the IP is the valid, unique

and exclusive property of the Corporation. Members and their guests may not produce, use, create, or

authorize others to produce, use or create, the IP for any purpose whatsoever, including but not limited to,

in any communications, marketing, advertising or other promotional interests (including without limitation,

brochures, flyers, invitations and electronic mail messages) that utilize the IP without the Corporation’s

prior written consent in each instance.

CONFIDENTIALITY:

You (the "Receiving Party") acknowledge that in connection with this Agreement You may gain access to

information that is treated as confidential by CSTM HAUS (the "Disclosing Party"), including information about

its business operations and strategies, goods and services, customers, pricing, marketing, and other sensitive

and proprietary information (collectively, the "Confidential Information"). Confidential Information shall not

include information that, at the time of disclosure and as established by documentary evidence: (a) is or

becomes generally available to and known by the public other than as a result of, directly or indirectly, any

breach of this section by You, Your guests or Your or their employees or agents; (b) is or becomes available to

the Receiving Party on a non-confidential basis from another person, provided that such person is not and was

not prohibited from disclosing such Confidential Information; (c) was known by You or in Your possession prior

to being disclosed by or on behalf of the Disclosing Party; or (d) is required to be disclosed by applicable law,

including pursuant to the terms of a court order; provided that the Receiving Party has given the Disclosing

Party prior written notice of such disclosure and an opportunity to contest such disclosure and to seek a

protective order or other remedy. The Receiving Party shall: (x) protect and safeguard the confidentiality of the

Disclosing Party's Confidential Information with at least the same degree of care as the Receiving Party would

protect its own Confidential Information, but in no event with less than a commercially reasonable degree of

care; (y) not use the Disclosing Party's Confidential Information, or permit it to be accessed or used, for any

purpose other than to exercise its rights or perform its obligations under this Agreement; and (z) not disclose

any such Confidential Information to any person or entity, except to the Receiving Party's officers, employees,

consultants, accountants, and legal advisors who are bound by written confidentiality obligations and have a

need to know the Confidential Information to assist the Receiving Party, or act on its behalf, to exercise its

rights or perform its obligations under this Agreement. You shall be responsible for the breach by any such

parties of Your Confidentiality Obligations hereunder.

USE/DISCLOSURE OF CONTACT INFORMATION:

CSTM HAUS collects contact information, including, without limitation, e-mail addresses, telephone and

facsimile numbers and physical addresses, pertaining to its members. Any such information provided by a

member maybe disclosed by CSTM HAUS in accordance with its Privacy Policy located at

www.cstm.haus/privacy-policy. By providing Your contact information to CSTM HAUS, You have consented to

the use and disclosure of that information in accordance with the Privacy Policy. If You do not want CSTM

HAUS to use or disclose Your contact information as described herein, do not provide it. Please note that

failure to provide such information may result in Your being unable to access some or all of our Services.

Member may provide to Corporation certain personal data (as defined under applicable data protection laws) of

its guests or employees or other third parties in connection with its membership with the Corporation. Member

represents and warrants that it has all necessary consents, rights, and permissions to provide such personal

data to the Corporation. This Agreement constitutes member’s instructions to the Corporation to process such

personal data and consent to the transfer of such personal data within the United States and other jurisdictions

as necessary for Corporation to process memberships and fulfill its obligations under the Agreement. Member

shall defend, indemnify and hold harmless Corporation against any and all claims, liabilities, losses, penalties

and expenses (including attorney’s fees) arising from any processing of personal data by Corporation in

accordance with this provision.

INJUNCTIVE RELIEF AND OTHER COMPENSATION:

You acknowledge that if You breach any obligations under this Agreement, You shall cause damages of an

irreparable and continuing nature to CSTM HAUS, with respect to which money damages will not provide

adequate compensation. Therefore, in addition to any money damages to which CSTM HAUS is entitled (which

includes CSTM HAUS’s right to recover its reasonable attorney’s fees) and any other remedy available to

CSTM HAUS at law or in equity, CSTM HAUS also is entitled to an injunction to prohibit Your anticipated or

continuing breach of this Agreement or otherwise to compel Your specific performance under this Agreement.

CSTM HAUS shall have the right to obtain such injunctive compensation without having to prove any damages

or post any bond. You may be held liable (and do hereby authorize us to charge You on the credit card on file)

for the repair cost for all damage to our Facilities and items therein caused by You or Your guests.

LIMITATIONS OF LIABILITY:

You hereby represent that You are at least twenty-one (21) years of age, or that as the parent or (adult) legal

guardian, You waive and release any and all legal rights that may accrue to You, to Your minor child or to the

minor child for whom You are an (adult) legal guardian, as the result of any injury that Your minor child, the

minor child for whom You are (adult) legal guardian, the minor child of guests or You may suffer while engaging

in any activities at CSTM HAUS. You agree that You will not sue CSTM HAUS for injunctive relief or for any

damages on any matter concerning the subject matter of this Agreement. In no event shall CSTM HAUS be

liable to You or any other person or entity for any damages of any type as a consequence of Your actions

(including without limitation Your use of the Facilities) pursuant to or in connection with this Agreement, whether

such actions are authorized or unauthorized pursuant to the terms of this Agreement. To the extent permitted

by law, the aggregate monetary liability of any of the Indemnified Parties (as hereinafter defined) to You or Your

employees, agents, guests or invitees for any reason and for all causes of action, whether in contract, tort,

breach of statutory duty, or other legal or equitable theory will not exceed the total amounts paid by You to us

under these Terms and Conditions for the product or service from which the claim arose in the twelve (12)

months prior to the claim arising.

WE ARE NOT LIABLE FOR YOUR PERSONAL BELONGINGS:

CSTM HAUS is not liable for accidents or responsible for the security of personal belongings at the Facilities or

properties owned and/or operated by any of the Corporation’s partners or vendors. It is Your responsibility to

ensure that You have retrieved all of Your personal items prior to leaving the Facilities or the other properties

referenced herein.

WE ARE NOT LIABLE FOR ACTIONS OF OTHERS

We do not control and are not responsible for the actions of other members or any third parties. If a dispute

arises between members or their guests, the Corporation shall have no liability and no responsibility or

obligation to participate, mediate or indemnify any party. You should be aware that other members may not be

who they claim to be. The Corporation does not perform background checks on its members nor does CSTM

HAUS guarantee that its members’ profiles are accurate. The Corporation does endorse, support or verify the

facts, opinions or recommendations of our members.

NO LIABILITY FOR PRODUCTS OR SERVICES OF THIRD PARTIES

You hereby acknowledge that some activities at the Facilities involve the use of cooking implements, including

but not limited to induction cooktops, steam heat, and knives, and that such activity is subject to mishap and

even injury to participants. You agree that You and Your guests are able and willing to participate in such

activities at the Facilities and hereby assume the risk of injury of any kind, including but not limited to food

allergy episodes. Members are responsible for the actions of its guests at all times.

WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, IN NO EVENT SHALL CSTM HAUS OR ITS

AFFILIATES BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, SPECIAL, PUNITIVE,

EXEMPLARY, INCIDENTAL OR CONSEQUENTIAL DAMAGES, INCLUDING, WITHOUT LIMITATION, LOST

PROFITS, WHETHER BASED ON BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY

OTHER LEGAL THEORY, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

INDEMNIFICATION:

You will indemnify and hold harmless the Corporation and its affiliates, parents, and successors and each of

our and their employees, assignees, officers, agents and directors (“Indemnified Parties”) from and against any

and all claims, liabilities, damages and expenses (“Claims”) including reasonable attorneys’ fees, resulting from

any breach of these Terms and Conditions by You or Your employees, invitees or guests, or Your or their

invitees or pets or any of Your or their actions or omissions, and CSTM HAUS will have sole control over the

defense of any such Claims. You are responsible for the actions of and all damages caused by all persons and

pets that You or Your guests invite to enter any of the Facilities. You shall not make any settlement that requires

a material act or admission by any of the Indemnified Parties, imposes any obligation upon any of the

Indemnified Parties or does not contain a full and unconditional release of the Indemnified Parties, without our

written consent. None of the Indemnified Parties shall be liable for any settlement made without such

Indemnified Party’s prior written consent.

WAIVER AND RELEASE OF CLAIMS

To the extent permitted by law, You, on Your own behalf and on behalf of Your employees, agents, guests and

invitees, waive any and all Claims and rights against the Corporation and our landlords at the Facilities and the

rest of the Indemnified Parties resulting from injury or damage to, or destruction, theft, or loss of, any property,

person or pet, and release the Indemnified Parties from any such Claims. You shall and hereby do waive

California Civil Code Section 1542 and any other similar law of any jurisdiction, which says in substance: “A

general release does not extend to claims which the creditor does not know or suspect to exist in his favor at

the time of executing the release, which, if known by him must have materially affected his settlement with the

debtor.”

DISCLAIMER OF WARRANTIES AND IMPLIED TERMS:

The Facilities and Services are provided “AS IS”. To the extent permitted by law, the Corporation disclaims all

warranties and terms, express or implied, with respect to the Services, including warranties, terms or

representations as to the availability, operation, performance and/or use of our Services, or any other materials

on or accessed via the Services, including any warranties or terms of merchantability, fitness for a particular

purpose, title, non-infringement and any implied warranties, terms or indemnification arising from course of

dealing, course of performance or usage in trade.

NOTICES:

Any notice provided pursuant to this Agreement shall be in writing, shall be sent to CSTM HAUS at: 675

Hudson Street, Suite 4S, New York, NY 10014, and to You at Your address as contained in CSTM HAUS’

records, and will be deemed given (i) if by hand delivery, upon receipt thereof; (ii) if mailed, five (5) days after

deposit in the U.S. mails, postage prepaid, certified mail return receipt requested; (iii) if sent via overnight

courier, upon delivery, or (iv) if sent via electronic mail (with confirmation of transmission), when receipt is

confirmed if sent during normal business hours of the recipient, and if not so confirmed, then on the next

business day. Either party may change its address or its designated addressee by giving written notice to the

other party in accordance with the terms of this paragraph.

MISCELLANEOUS:

Severability. If any provision of this Agreement is held invalid or unenforceable, all other provisions shall remain

valid and this Agreement shall be enforced to the fullest extent allowable under applicable law. If any provision

of this Agreement is determined by a court to be unenforceable, the parties shall deem the provision to be

modified to the extent necessary to allow it to be enforced to the extent permitted by law, or if it cannot be

modified, the provision will be severed and deleted from this Agreement, and the remainder of this Agreement

will continue in effect.

Governing Law and Jurisdiction. This Agreement shall be governed by and construed under, and the legal

relations among the parties hereto shall be determined in accordance with, the laws of the State of New York,

excluding conflict-of-law principles that would cause the application of the laws of any other jurisdiction. In the

event of any dispute that arises out of or is related to Your membership hereunder and/or these Terms and

Conditions, You agree to submit to personal jurisdiction in the courts of the State of New York, which shall be

the sole and exclusive forum for the resolution of any such dispute.

Class Action Waiver. Any proceeding to resolve or litigate any dispute in any forum will be conducted solely on

an individual basis. Neither You nor the Corporation will seek to have any dispute heard as a class action or in

any other proceeding in which either party acts or proposes to act in a representative capacity. No proceeding

will be combined with another without the prior written consent of all parties to all affected proceedings. You

and the Corporation also agree not to participate in claims brought in a private attorney general or

representative capacity, or any consolidated claims involving another person's account, if the Corporation is a

party to the proceeding. You are giving up Your right to participate as a class representative or class

member on any class claim You may have against us including any right to class arbitration or any

consolidation of individual arbitrations.

Entire Agreement. This Agreement, together with any agreement entered into by You in connection with Your

participation in any event at the Facilities, is the entire Agreement between You and CSTM HAUS relating to

the subject matter herein and supersedes all prior and contemporaneous oral or written communications,

proposals, and representations with respect to its subject matter, except for the CSTM HAUS Rules and all

other terms and policies or other documents referenced herein, which are themselves integrated into and made

a part of this Agreement.

Right to Amend and/or Terminate. CSTM HAUS reserves the right to change, amend or otherwise modify this

Agreement and/or its terms at any time. Any change to this Agreement and/or its terms shall be effective as of

the date of posting to the website of CSTM HAUS at www.cstm.haus or actual notice to You, whichever is

earlier.

No Waiver. The waiver or failure of either Party to exercise any right provided for herein will not be deemed a

waiver of any further right hereunder. The rights and remedies of the parties set forth in this Agreement are in

addition to any rights or remedies the parties may otherwise have at law or in equity.

No Rule of Strict Construction. Regardless of which party may have drafted this Agreement, no rule of strict

construction shall be applied against either party.

Authority to Execute. Member hereby represents and warrants to the Corporation that member has the full

right, power and authority to enter into and digitally execute this Agreement, and that member has taken all

actions necessary to authorize it to enter into and perform its obligations under this Agreement.

Survival. In the event of termination or expiration of this Agreement, all paragraphs of this Agreement, which by

their nature are intended to survive the expiration or termination hereof shall so survive, including without

limitation, all indemnity obligations and limitations on liability. The member shall be obligated to pay all costs,

expenses and dues that accrued prior to the effective date of termination.

No Employment Relationship; No Joint Venture. Nothing in this Agreement is intended to give rise to an

employer-employee relationship and nothing contained in this Agreement and no action taken by the member

shall be deemed to render the member or its affiliates an employee, agent or representative of CSTM HAUS or

any other member or their affiliates, or shall be deemed to create a partnership, joint venture or syndicate

among or between any of the members or their affiliates or with CSTM HAUS.

Nature of these Terms and Conditions. Notwithstanding anything in these Terms and Conditions to the contrary,

these Terms and Conditions in no way shall be construed as to grant You any title, lease, easement, lien,

possession or related rights in the Corporation’s business, Facilities or anything contained in our Facilities.

These Terms and Conditions create no tenancy interest (including any security of tenure), leasehold estate, or

other real property interest. Neither party will in any way misrepresent our relationship.

OFAC. You hereby represent and warrant that You are not, nor will You be at any time while You are a member,

an entity or individual listed on the Specially Designated Nationals and Blocked Persons List published by the

U.S. Department of Treasury, as updated from time to time.

Counterparts. This Agreement may be executed in two (2) or more counterparts, each of which shall be

deemed an original, but all of which together shall constitute one and the same instrument. Counterparts may

be delivered via facsimile, electronic mail (including pdf or any electronic signature complying with the U.S.

federal ESIGN Act of 2000, e.g., www.docusign.com) or other transmission method and any counterpart so

delivered shall be deemed to have been duly and validly delivered and be valid and effective for all purposes.

Any party delivering an electronic signature agrees that such electronic signature is the legally binding

equivalent to such party’s handwritten signature and has the same validity and meaning as such party’s

handwritten signature. Such party further agrees that such party will not, at any time in the future, repudiate the

meaning of such electronic signature or claim that such electronic signature is not legally binding. Such party

further agrees that no certification authority or other third party verification is necessary to validate such

electronic signature and that the lack of such certification or third party verification will not in any way affect the

enforceability of such electronic signature or any resulting contract.

{Signature Page Follows}

ACKNOWLEDGEMENT:

I have read the SAINTLY CORP. d/b/a CSTM HAUS Terms and Conditions, the HAUS Rules and all other

policies incorporated herein and fully understand their respective terms. I further understand that I may

be giving up substantial rights by signing this Agreement. I acknowledge and agree that I have signed

this Agreement freely and voluntarily without any inducement, assurance or guarantee being made to

me by CSTM HAUS or any other party, and I intend my signature to be a complete and unconditional

release of all liability as set forth in this Agreement to the greatest extent permitted by law.

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed as of the

date first written above by their respective officers thereunto duly authorized.

SAINTLY CORP. d/b/a CSTM HAUS

By:_____________________

Name:

Date:

MEMBER: _______________

By:_____________________

Name:

Date:

EXHIBIT A

CSTM HAUS RULES

PROHIBITED ACTIVITIES:

You agree that while You are a Member, in any Facility or using the Services, You will not: (a) Use the Facility or

Services for any purpose that is unlawful; prohibited by this Agreement and the HAUS Rules; interfere with the use of

the Facility by the Corporation or others; cause any nuisance; harass or annoy any other members, engage in any

activity which is likely to cause an increase in insurance premiums or cause loss or damage to the Corporation or any

other member or user of the Facility; (b) engage in any conduct of a sexual or otherwise offensive or harassing

nature, toward any member or CSTM HAUS staff member or other member or guest which is unwelcomed and/or

unwanted; (c) Place anything, or allow anything to be placed, in the common areas, or near any glass, window, door,

partition or wall, which may, in the Corporation’s judgment, is unsightly or limits the use of the Facility by others; (d)

Use the Facility for retail activity open to the general public, use the Facility in any way that creates a health or safety

risk, including, without limitation, chemical, biological or medical research, or otherwise conduct activities at the

Facility that is inconsistent with an office environment; (e) Bring into the Facility, or knowingly permit guests or invitees

to bring into the Facility, any hazardous, flammable or combustible materials, explosives, fireworks; (f) bring any

weapons into the Facility, regardless of whether You possess a concealed carry permit; (g) Install fixtures to or

otherwise undertake any structural or cosmetic changes to the Facility building or surrounding areas, including,

without limitation, moving, removing or adding walls, painting walls, removing or adding doors, installing or removing

carpet or other flooring, disabling or tampering with HVAC, elevators, fire alarms, fire doors or security systems, or

adding or removing locks on doors or windows; (h) Install any cabling, IT or telecom connections without CSTM

HAUS’ consent, which may be refused in its absolute discretion; (i) Obstruct or use for any purpose other than for

ingress to and egress from the Facility, the sidewalks, halls, passages, exits, entrances, elevators and stairways; (j)

make any holes in the walls of any assigned space or any community space in the Facility, or (k) make any

modifications to any assigned space. The halls, passages, exits, entrances, elevators, stairways, balconies and roof

are not for the use of the general public and CSTM HAUS, in all cases, retains the right to control and prevent access

thereto by all persons whose presence, in the reasonable judgment of CSTM HAUS, shall be prejudicial to the

safety, character, reputation and interests of CSTM HAUS and the members. If, as a result of You or Your guest’s

conduct, CSTM HAUS requests Your removal from the Facility, (i) You and/or Your guest (as applicable) shall leave

the Facility promptly and may arrange with CSTM HAUS to return at a later time to collect any personal belongings

and (ii) CSTM HAUS may terminate your membership, effective immediately. If, You/Your guest refuse to leave the

Facility at the Corporation’s request, CSTM HAUS shall have the right to remove You or Your guest, as the case may

be, and such removed person shall hold the Corporation harmless in all respects from any claim or expense related

to such removal.

RULES TO FOLLOW:

● No food items prepared at CSTM HAUS may be served or sold to the general public (those that are not

members or guests).

● No smoking (including e-cigarettes or vapes) is allowed anywhere at the Facilities at any time.

● No member or guest shall purchase, use, ingest, possess, sell or otherwise distribute illegal drugs or other

substances, or attempt to do any of the same with any member or guest, or ask any CSTM HAUS staff for

illegal drugs or other substances, in each case while at the Facilities or in the immediate vicinity thereof.

● No member or guest shall purchase, sell, use or possess any object which is illegal or offensive, nor engage

in any illegal conduct or activity, in each case while at the Facilities or in the immediate vicinity thereof.

● Treat CSTM HAUS as if it were a good friend’s home (e.g., Don’t throw dishes in celebration, kick the oven

doors, put Your feet on the tables, or smoke inside.)

● Besides chairs, don’t move any furniture, not even the tables.

● Guest accessibility is not guaranteed. We have adapted CSTM HAUS to welcome disabled guests as much

as possible and will do our best to accommodate them. Confirm accessibility requirements as necessary.

● There is no personal storage on-site. CSTM HAUS is not responsible for unattended personal items.

● Keep all CSTM HAUS property inside CSTM HAUS.

● No loitering in the hallways or in the elevator lobby.

● No pets or other animal allowed except for legally recognized and certified service dogs, as approved by

management in advance.

EXHIBIT B

Assumption of Risk/Waiver of Liability and Release: Coronavirus/COVID-19

COVID-19, has been declared a worldwide pandemic by the World Health Organization. COVID-19 is reported to be extremely

contagious. People reportedly can be infected and show no symptoms and spread the disease. The exact methods of spread and

contraction are unknown, and there is no known treatment, cure, or vaccine for COVID-19. COVID-19 can cause serious and

potentially life-threatening illness and even death.

Saintly Corp. d/b/a CSTM HAUS (“Company”) has used reasonable efforts to put in place certain measures to reduce the spread of

COVID-19; however, the Company cannot guarantee that You, Your child(ren), other family members and/or guests (collectively,

“You” ) will not become infected with COVID-19 if You utilize the Facilities and/or attend any of the Company’s activities, facilities or

events (individually and collectively “Company Activity”) and/or interact with any Company Party (defined below) or other guests,

visitors or attendees, which could increase the risk of You contracting COVID-19.

By signing below , You acknowledge that You are personally and solely responsible for Your own health, and will maintain safe

practices, such as (without limitation) social distancing, wearing appropriate personal protective equipment (including the wearing of

masks as required by applicable laws) and following any and all applicable CDC guidelines and recommendations, not only to

prevent contracting COVID-19, but also to prevent passing COVID-19 to other parties.

You represent and warrant that, to the best of Your knowledge, You (or any other members of Your household, or other persons with

whom You have been in recent close contact): (i) at the time of signing this waiver do not currently have COVID-19; and (ii) in the

past 30 days (a) have not had (or been diagnosed to possibly have) COVID-19, nor tested positive for COVID-19; (b) have not

experienced symptoms of fever, fatigue, difficulty in breathing, dry cough nor any other symptoms relating to COVID-19; (c) have not

traveled by sea or by air, internationally; and/or (d) did not visit any area within the U.S. that was reported to be highly affected by

COVID-19. To the extent permitted by applicable laws, in order to assist with public health and contact tracing, You agree to notify

Company of any change in Your status and/or representations and warranties herein, whether before participating in any Company

Activity (in which case, You are not to attend or participate) or in the first 30 days afterwards. As used herein, “COVID-19” means

coronavirus COVID-19 plus similar, related or mutated strains deriving therefrom and other similar or related viruses or diseases

(e.g., strains of Influenza, MRSA, etc.) and/or other viruses, diseases or illnesses that could be communicated or caused directly, or

indirectly from lowered immunity due to any of the foregoing.

ASSUMPTION OF RISK: It is not possible to prevent against the presence of the disease. Therefore, if You choose to participate in

any Company Activity You may be exposing Yourself to and/or increasing Your risk of contracting or spreading COVID-19. You have

read and understood the above warning concerning COVID-19. You hereby choose to accept the risk of contracting COVID-19 in

order to attend or participate in any Company Activity. You voluntarily agree to assume all of the foregoing risks and accept sole

responsibility for any injury to You (including, but not limited to, personal injury, disability, and death), illness, damage, loss, claim,

liability, or expense, of any kind, that You may experience or incur in connection with, or as result of, attending or participating in

Company Activity (“Claims”).

WAIVER OF LAWSUIT/LIABILITY: You hereby forever release and waive Your right to bring suit against the Company, its

employees, officers, directors, members, agents and/or representatives (each a “Company Party”) related to the Claims, including all

liabilities, claims, actions, damages, costs or expenses of any kind arising out of or relating thereto. You understand and agree this

release includes any Claims based on actions, omissions, or negligence of any Company Party. You understand that this waiver

means You give up Your right to bring any Claims including for personal injuries, death, disease or property losses, or any other loss

to You, and give up any claim You may have to seek damages, whether known or unknown, foreseen or unforeseen. You agree to

indemnify, defend, and hold harmless the Company Parties from and against any and all costs, expenses, damages, lawsuits,

liabilities and/or claims, whether arising directly or indirectly from or related to Your participation in or attendance at any Company

Activity and/or the breach by You of any of the representations or obligations herein.

CHOICE OF LAW: You understand and agree that the law of the State of New York will govern this Agreement.

By signing below You acknowledge that You have read this Liability Release and understand its contents; that You are at least

eighteen (18) years old and fully competent to give Your consent (including without limitation for Your family); that You have been

sufficiently informed of the risks involved and give Your voluntary consent in signing it as Your own free will, act and deed with full

intention to be bound by the same, and free from any inducement or representation.

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